General Business Conditions
1. Area of application
The following general business conditions shall exclusively apply for the legal relationships with our customers, unless otherwise agreed in writing. Our deliveries, services and offers will be made exclusively on the basis of these conditions. General business conditions by our customers shall only be used if we have acknowledged this expressly in writing.
2. Offers and prices
a) All offers are subject to change and not binding. The submission of offers does not oblige the user to accept the order. Order acceptance, supplementary agreements and alterations of contract are only effective if they are confirmed by us in writing. This is also valid for orders placed with trade representatives.
b) The agreed prices are valid in € ex works plus value added tax and all forwarding expenses (e.g. packaging, haulage, customs), unless agreed otherwise.
c) The prices valid at the time of delivery shall apply in each case if the user should increase his prices in general between order and delivery.
3. Delivery dates
a) Agreed delivery dates and periods of time may be exceeded by us to an adequate extent if we are not able to deliver in time for reasons force majeure, such as e.g. strikes, breakdowns and comparable delays.
b) Call orders are to be called up at the latest upon expiration of 6 months after the date of order confirmation by the customer, unless agreed otherwise.
Upon expiration of the deadline, refusal of the delivery and claims for compensation will be reserved after setting a respite.
4. Dispatch and place of performance
a) The seller’s business enterprise in Michelfeld shall be place of performance. The danger of deterioration or the accidental perishing of the goods to be delivered shall be passed on to the buyer with handover of the goods to a forwarding agency or any other protractor (e.g. mail, railway etc.) that has been freely selected by the seller.
b) The dispatch occurs exclusively on the customer’s account and risk. For transportation breakage, damage will only be paid if a general breakage insurance has been contracted with us. Shipments are regarded as insured if the breakage insurance amounting to 3% of the purchase price was paid by the buyer. Occurred transport damages must be reported after receipt of the shipment. The following documents must be enclosed to the report: Original bill of lading, confirmation of carrier and an informal act of assignment of all claims against the carrier in our favor. The claim will only be adjusted if transportation and packaging expenses are borne by the seller.
c) If no transport insurance has been contracted, the customer has to report any freight damage occurred during shipment to the carrier immediately and have it adjusted by the carrier. On request, we will assign any potential claims against the carrier to the customer.
d) We will determine the type of shipment and the dispatch route at best discretion unless the customer does not expressly stipulate anything. Packaging costs will be charged at the cost price. The packaging remains with the customer.
5. Terms of payment
a) Unless agreed otherwise in writing, all invoices shall be payable 30 days from date of invoice. Decisive is the time of the payments received.
b) If the period of credit mentioned in a) is exceeded, interest has to be charged for our demands without reminder. The assertion of further damage remains reserved.
c) Bills of exchange and checks will only be accepted on account of performance. Discount and charges shall be at the customer’s expense.
d) Payments to our employees shall be effective if these have presented a proxy for the acceptance of the payment.
e) In case of an imminent or setting in insolvency of the contracting party or in case of an essential deterioration of his financial circumstances, all liabilities from the business connection shall become due immediately.
6. Setoff, retention
The orderer is not entitled to refuse the payment of the agreed or usual compensation if he is a businessman. Setoff and retention rights shall be excluded in this respect. This will not be applied with regard to the setoff if the counterclaim is an undisputed or legally determined demand.
7. Goods return
Goods supplied according to the order can only be returned with our approval. Parts returned as agreed will always be credited with 80% of the invoice amount, any potentially incurring reappraisal costs will be charged.
8. Design changes and industrial property rights of third parties
a) LECCOR Leuchten GmbH reserve the right to make design changes at any time; they shall not be obliged to make such changes at already delivered products as well.
b) If the design and composition features are stipulated by the orderer, he shall have the exclusive responsibility. There are no claims against us in this respect.
9. Claims for compensation
Our liability in case of violation of contractual duties shall be limited to intention and gross negligence. The liability is restricted to the damage that is typically foreseeable at the time of contract conclusion.
a) For all sales, we will assume the warranty for our deliveries for the period of 6 months from delivery date. The further legal investigation and duties of inspection, notification and rejection and periods of time existing for that shall be applied preferentially. The warranty shall apply for objects that are useless or considerably restricted in their usability because of faulty material or deficient execution.
b) Our warranty duty does not include any faults that are based on normal wear, overload, insufficient maintenance, unprofessional repairs or changes that are adverse to the design. Also, damages that are to be attributed to an unsuitable or inappropriate use or handling of the delivery object, faulty assembly or commissioning by the buyer or third parties are excluded from the warranty.
c) Deviations in models, dimensions, colors and changes as well as changes to adjust to the latest state of the art and production that are reasonable for the customer are excluded from the warranty. This also applies to design or manufacturing changes for technical reasons and reasonable deviations from samples.
d) Recognizable deficiencies are to be reprehended within one week after handover in writing, precisely denominating the complaint. The punctual dispatch of the notice of defect is sufficient.
e) If a defect should only show later, it must be reprehended immediately upon discovery. Despite a notice of defects, the product is to be accepted when delivered and to be stored properly. We must be given the opportunity to examine the product complained about.
f) If the orderer is a businessman, he has to check the delivered products immediately upon occurred delivery and to report to the seller immediately if any defect is found. If the buyer refrains from this report, the product shall be regarded as approved, unless there is a not recognizable defect. The basic principles specified in d) are to be applied. The contents of sentences 1 and 2 is also used if a different product than the presupposed product or a different than the presupposed quantity has been delivered if the delivered product does not obviously deviate from the order to such a considerable degree that a permission would have to be considered impossible.
g) In the warranty case, we are only obliged to rectification or subsequent delivery or return of the product with credit note of the charged amount at our option. If the rectification or replacement delivery fails, the orderer expressly has the right to demand reduction of the compensation or rescission of the contract at his choice.
11. Reserved ownership
a) The delivered product remains our property up to the full payment. The customer will keeps our property (reserved products) in safe custody free of charge. The reserved ownership also remains effective if the reserved product is processed or mixed.
b) The orderer may process and dispose of the reserved product in the normal course of business. Pre-pledgings or security transfers are not permissible. Already now, the orderer assigns all demands arising from the resale or any other legal reason concerning the reserved product against third parties by way of security in full extent. As soon as and as long as the total of the securities granted to us by the orderer exceeds the total demands from the business connection by 20%, we are obliged to repayment on request of the customer in this respect.
c) The orderer is authorized, subject to revocation at any time, to collect demands handed over on our account in his own name. The orderer undertakes to disclose the transfer upon request and to provide information and documents about the transferred liabilities.
d) In case of access measures by third parties affecting the reserved product, the orderer commits himself to informing us immediately and announcing our reservation right to the third party immediately.
e) In case of an imminent or setting in insolvency as well as in case of an essential deterioration of the financial circumstances, we are entitled to take the reserved product back at the customer’s expense.
a) The law of the Federal Republic of Germany shall be valid for these business conditions and our entire legal relationships to the customer. The applicability of the homogeneous international purchase right is excluded. German law shall also be valid for export business.
b) Schwäbisch Hall shall be place of performance and exclusive venue for all disputes resulting from the business connection with the customer if the customer is a businessman. This also applies for bill of exchange and check processes.
bb) For the case that an orderer should move his residence or permanent dwelling after contract conclusion from the area of application of the German Civil Process Order or his permanent dwelling is not known at commencement of a suit, Schwäbisch Hall shall be regarded as venue.
c) If individual regulations of these conditions should be ineffective fully or in part, then this shall not affect the effectiveness of the remaining regulations. The ineffective regulations will be replaced by the legal rules.
d) If a regulation is only ineffective towards nonbusinessmen, it will be maintained towards businessmen.
LECCOR Leuchten GmbH, Daimlerstraße 73, D-74545 Michelfeld